-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F9hri72YeOE3uxo7tSeLd7/aalGLg4+WPeL7mpV3vpUmL0h4sppbRuo6TkZu8oMS phRT/ZVFP3xGwZq/ivAuhQ== 0001002910-03-000360.txt : 20031205 0001002910-03-000360.hdr.sgml : 20031205 20031205161840 ACCESSION NUMBER: 0001002910-03-000360 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031205 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNION ELECTRIC CO CENTRAL INDEX KEY: 0000100826 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 430559760 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02967 FILM NUMBER: 031040630 BUSINESS ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63166 BUSINESS PHONE: 3146213222 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63166 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL ILLINOIS LIGHT CO CENTRAL INDEX KEY: 0000018651 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 370211050 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02732 FILM NUMBER: 031040632 BUSINESS ADDRESS: STREET 1: 300 LIBERTY ST CITY: PEORIA STATE: IL ZIP: 61602 BUSINESS PHONE: 3096758810 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVE CITY: ST. LOUIS STATE: MO ZIP: 63103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL ILLINOIS PUBLIC SERVICE CO CENTRAL INDEX KEY: 0000018654 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 370211380 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03672 FILM NUMBER: 031040633 BUSINESS ADDRESS: STREET 1: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 BUSINESS PHONE: 3145543356 MAIL ADDRESS: STREET 1: CENTRAL ILLINOIS PUBLIC SERVICE CO STREET 2: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CILCORP INC CENTRAL INDEX KEY: 0000762129 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 371169387 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-95569 FILM NUMBER: 031040631 BUSINESS ADDRESS: STREET 1: 300 LIBERTY ST STREET 2: STE 300 CITY: PEORIA STATE: IL ZIP: 61602 BUSINESS PHONE: 3096758810 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVE MC-1370 CITY: ST. LOUIS STATE: MO ZIP: 63103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMEREN CORP CENTRAL INDEX KEY: 0001002910 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 431723446 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14756 FILM NUMBER: 031040629 BUSINESS ADDRESS: STREET 1: 1901 CHOUTEAU AVE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63166-6149 BUSINESS PHONE: 431723446 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERENENERGY GENERATING CO CENTRAL INDEX KEY: 0001135361 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 371395586 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-56594 FILM NUMBER: 031040634 BUSINESS ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE CITY: ST LOUIS STATE: MO ZIP: 63103 BUSINESS PHONE: 3145543922 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE CITY: ST LOUIS STATE: MO ZIP: 63103 8-K 1 aee8k120503.txt AMEREN 8K 12052003 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2003
Exact Name of Registrant as specified in its charter; Commission State of Incorporation; IRS Employer File Number Address and Telephone Number Identification No. ----------- ---------------------------- ------------------ 1-14756 Ameren Corporation 43-1723446 (Missouri Corporation) 1901 Chouteau Avenue St. Louis, Missouri 63103 (314) 621-3222 1-2967 Union Electric Company 43-0559760 (Missouri Corporation) 1901 Chouteau Avenue St. Louis, Missouri 63103 (314) 621-3222 1-3672 Central Illinois Public Service Company 37-0211380 (Illinois Corporation) 607 East Adams Street Springfield, Illinois 62739 (217) 523-3600 333-56594 Ameren Energy Generating Company 37-1395586 (Illinois Corporation) 1901 Chouteau Avenue St. Louis, Missouri 63103 (314) 621-3222 2-95569 CILCORP Inc. 37-1169387 (Illinois Corporation) 300 Liberty Street Peoria, Illinois 61602 (309) 677-5230 1-2732 Central Illinois Light Company 37-0211050 (Illinois Corporation) 300 Liberty Street Peoria, Illinois 61602 (309) 677-5230
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On December 5, 2003, Ameren Corporation (Ameren) issued a press release announcing that it is in exclusive discussions with Dynegy Inc. regarding the possible acquisition of Illinois Power Company. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference. This combined Form 8-K is being filed separately by Ameren, Union Electric Company, Central Illinois Public Service Company, Ameren Energy Generating Company, CILCORP Inc. and Central Illinois Light Company (Registrants). Information contained herein relating to any individual registrant has been filed by such registrant on its own behalf. No registrant makes any representation as to information relating to any other registrant. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial Statements: Not applicable (b) Pro Forma Financial Information: Not applicable (c) Exhibits: Exhibit No. Description ------- ----------- 99.1 Press Release issued on December 5, 2003 by Ameren Corporation. SIGNATURES Pursuant to the requirements of the Exchange Act, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries. AMEREN CORPORATION (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) UNION ELECTRIC COMPANY (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) AMEREN ENERGY GENERATING COMPANY (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) CILCORP Inc. (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) Central Illinois Light Company (Registrant) /s/ Martin J. Lyons ------------------------------------- Martin J. Lyons Vice President and Controller (Principal Accounting Officer) Date: December 5, 2003 Exhibit Index ------------- Exhibit No. Description - ----------- ----------- 99.1 Press release issued on December 5, 2003 by Ameren Corporation. EX-99 3 pressrelease12052003.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 [GRAPHIC OMITTED][GRAPHIC OMITTED] One Ameren Plaza 1901 Chouteau Avenue St. Louis, MO 63103 Contact: Media Analysts Investors Susan Gallagher Bruce Steinke Investor Services (314) 554-2175 (314) 554-2574 invest@ameren.com sgallagher@ameren.com bsteinke@ameren.com FOR IMMEDIATE RELEASE AMEREN ENTERS INTO EXCLUSIVE NEGOTIATIONS FOR THE ACQUISITION OF ILLINOIS POWER FROM DYNEGY INC. St. Louis, Mo., Dec. 5, 2003---Ameren Corporation (NYSE: AEE) today announced that the company is in exclusive discussions with Dynegy Inc. (NYSE: DYN) on the possible acquisition by Ameren of Decatur, Il.-based Illinois Power Company. There can be no assurance that these discussions will lead to an agreement or that any such agreement would be completed. Illinois Power is an electric and natural gas distribution and transmission utility serving 590,000 electric and 415,000 gas customers in areas contiguous to Ameren's existing Illinois utility service territories. Ameren, through its subsidiaries, AmerenCILCO, AmerenCIPS and AmerenUE, currently serves more than 970,000 electric and gas customers in Illinois and has approximately 3,200 employees in Illinois. Ameren has a track record of providing high-quality, reliable electric and natural gas services in Illinois, and if a transaction is consummated, would commit to bringing this same level of performance to the customers and communities served by Illinois Power. In addition, and consistent with its past acquisitions of AmerenCILCO and AmerenCIPS, Ameren would maintain Illinois Power's headquarters in Decatur, Ill., honor all existing labor agreements and bring long-term value to all stakeholders. Further, Ameren would not propose any special legislation to complete this acquisition. Any transaction between the parties would be subject to satisfactory completion of Ameren's due diligence, negotiation of final terms and structure, negotiation and execution of definitive agreements, receipt of approvals from the boards of directors of both companies and required regulatory approvals, in addition to other conditions. Ameren does not anticipate making any further announcements until a definitive agreement is reached or the discussions are terminated. -- more -- Add one With assets of $13.5 billion, Ameren owns a diverse mix of electric generating plants strategically located in its Midwest market with a capacity of more than 14,500 megawatts. Ameren serves 1.7 million electric customers and 500,000 natural gas customers in a 49,000 square-mile area of Missouri and Illinois. Forward-Looking Statements - -------------------------- Statements made in this release, which are not based on historical facts, are "forward-looking" and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such "forward-looking" statements have been made in good faith and are based on reasonable assumptions, there is no assurance that the expected results will be achieved. These statements include (without limitation) statements as to future expectations, beliefs, plans, strategies, objectives, events, conditions, and financial performance. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the company is providing this cautionary statement to identify important factors that could cause actual results to differ materially from those anticipated. The following factors, in addition to those discussed elsewhere in this release and in past and subsequent securities filings, could cause actual results to differ materially from management expectations as suggested by such "forward-looking" statements: o the satisfactory completion of Ameren's due diligence; o the parties ability to negotiate final terms and structure and to negotiate and execute definitive transaction agreements; o the receipt of board of directors and required regulatory approvals; and o the satisfaction of other conditions precedent to the consummation of any such transaction. # # # -----END PRIVACY-ENHANCED MESSAGE-----